TERMS OF USE
Gymglish
September 12, 2024 v5.1a

INTRODUCTION
The A9 Company (hereafter referred to as "TheCompany"), an SAS with a capital of 81,382 euros, isregistered with the Registry of Trades and Companiesof Paris under RCS Paris B 451 911 812. Its headquarters are located at 65 rue de Reuilly, 75012 Paris,
France - email address: support@gymglish.com. Its
EEC VAT number is FR10451911812. The Company
primarily provides online training services. The Company’s website publication manager is Benjamin Levy.
The Company creates and publishes websites including sites gymglish.com, frantastique.com, richmorning.com, thewordofthemonth.com or vatefaireconjuguer.com (and its polite version, allezvousfaireconjuguer.com). The Company also designs and publishes smartphone and/or tablets applications including on Apple and Android platforms, such as, for example, Gymglish, Rich Morning Show, Frantastique,
The Word Of The Month or Vatefaireconjuguer applications.
These Terms and Conditions (hereafter ”TOU”)
define the legal framework of your access and use of
the Site and/or Applications.
By using our Site and/or Applications, you unreservedly accept these conditions, which you acknowledge having read and understood.
These conditions are applicable for the entire duration of your browsing on the Site, as well as for theentire duration and/or use of the Services and/or of
the Applications.
Additionally, the use of our paid services involves
acceptance of the Terms of Sales. They can be foundon the pages dedicated to those services or when you
subscribe to our offers.
Before using the Site and/or Applications, all Users
must ensure they have the necessary technical and IT
resources to access the Site and/or Applications. The
User must also ensure that their IT equipment works
correctly and is virus-free.
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Explanatory comments:

Our Terms of Use, below, areapplicable to all our services andproducts.

Explanatory comments in the right-hand columnof this document have no binding legal value; they
serve only to facilitate the overall comprehension of
the document, re-written in simpler terms.

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UPDATESThe Company reserves the right to amend this document at any time.
If applicable, the revision number and date locatedat the top of this document will identify the version.
Each update will be published on our Site. Anychanges will take effect upon said publication.
By continuing to use the Site, the Services and/or
Applications, or by accessing them after an updateof our terms, you acknowledge and accept all of themodifications therein.
For translations, the reference document for interpretation shall be the original French, whose latest applicable version is available at the following address: https://www.gymglish.com/documents/
CGU-GymGlish-fr-latest.pdf

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We reserve the right to change theterms of this document.

DEFINITIONS

Subscription refers to placing the Service at a User’s
disposal for a fixed price and duration and, where appropriate, a maximum number of Lessons completed
by the User.

Strictly speaking, we are notselling Lessons but a Subscription
at a fixed price allowing access to
our Service during the
Subscription period.

Activation refers to The start date of the Subscription.
Listings refers to the service offer(s) proposed directly by a Seller to other Users via the Marketplace.

Listings are third party offers.

Application or mobile Application refers to a program designed and/or produced by the Company thatis downloadable and executable from the operating
system of a smartphone or tablet.

You can access our Service fromyour smartphone or tablet using
our Applications.

Client refers to an adult and able person or company who either accepts the Listing of a Seller on theMarketplace or purchases a Subscription on his own
account, or on behalf of one or more User(s).
Lesson refers to the content of the lesson, the content of the corrections and the content of any supplementary corrections tailored to each User.
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The Client is the buyer.

Our Lessons are personalized.

Course refers to all of the Lessons completed byand tailored to each User.

Each User follows a personalized
learning Course.

Marketplace refers to a dedicated space on the Siteallowing for Listings by Sellers to be posted and viewed
by the Users.

Many Sellers offer Services on ourMarketplace

Provision refers to service offered directly to theUser by a Seller through a Listing on the Marketplace.

Provisions are offered directly by
third parties on the Marketplace.

Product refers to 1) one of the learning series service offers published by the Company, such as Gymglish,
Frantastique, Wunderbla, Hotel Borbollón, Saga Baldoria or Rich Morning Show, or 2) training programs
using Gymglish Studio technology operated by theCompany but whose content is published by third parties.

Product refers to our training
solutions.

Service refers to for our Products (learning series
and Gymglish Studio) the delivery and correction of
personalized Lessons, provided by the Company, as
well as technical support to customers. For our Aimigo
courses, Service refers to the chat service with our artificial intelligence.

Our Service includes, in particular,
the sending and correction of
Lessons.

Site refers to the set of web pages managed by theCompany, including gymglish.com, gymglish.fr, frantastique.com, frantastique.fr, richmorning.com.

Site refers to all websites managed
by the Company.

Test refers to the testing of the Service, proposed
free of charge to the User for a limited period of time.

Our Test is free and withoutcommitment.

”User” or ”You” or ”They” refers either to someone who has created an account on the Marketplace,or a person who uses the Service. Each User may
subscribe to one or more Course.

The User is you.

Seller refers to an adult and able person or company
who uses the Marketplace and posts Listings viewable
by Users.

The Seller places Listings to offer
You his services.

Supervisor refers to, if applicable, the individual(s)responsible for monitoring Users for whose accountthe Client has subscribed to the Service.

The Supervisor is often a training
manager or human resourcesmanager.

Supervisor Space refers to a space on the Site forSupervisors where they can invite Users, purchase Subscriptions, and supervise the training of Users.

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SERVICES AVAILABLE VIA
THE SITE AND THE APPLICATIONS

3.1

GENERAL PRESENTATIONThe Site and Applications allow access to all Services
and content provided by the Company. In particular,
Users are allowed:• to learn about the different Services of the Company;

The Site and Applications allow
access to all services and content
provided by the Company.

• to register for the Free Test;• to subscribe to the Services;• to access free content including Vatefaireconjuguer and The Word Of The Month;• to access Users forums;• to read testimonials posted by other Users• to use the Marketplace.

3.2

FREE TEST

You may also be offered to register for a Test of ourpaid Services. Registration to the Test is free, without obligation and does not require that the Client
provide a credit card number.
It allows Users to discover the operation of someServices offered by the Company, to introduce our offers, and validate the compatibility of your softwareenvironment. The duration of the Test is determined
during the subscription.
Registration to the Test is possible only once per
User (identified by his/her e-mail address) and once
per Product, and requires no obligation to subscribe
to the paid Services of the Company.
You can unsubscribe from the Test at any time
via a dedicated link, or if needed, contact our support
team at the following address: support@gymglish.com.

3.3

Our test is free and non-binding,requires an email address and does
not require the disclosure of acredit card number.

PORTFOLIOThe Company will deliver a free initial level assessment, called the portfolio, including a pedagogicalsummary after the User has completed the first 7 lessons.
The user will receive this document during the free
Test.
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An initial level assessment isdelivered upon completion of thefree Test.

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MARKETPLACE

4.1

Subscription

To access the Marketplace, the User must createan account. By creating this account, You agree toprotect the information on your account and accept
full responsibility for use of your account by Yourself
or a third party.

4.2

Characteristics

As the host of Listings published on the Marketplace, the Company cannot be held responsible for thequality, safety, adequacy or accuracy of the content of
any Listing, nor for the ability of Sellers to deliver thecorresponding Service.
The Company is considered a third party in thecontract between the Seller and the Client and is not
involved in its execution. However, the Company may
in some cases described in section 4.5 mediate disputes.
The Seller shall invoice the Client for its Provision, and shall respect the all applicable laws concerning invoices. The Seller is notified that the price displayed to the Users includes European Value Added
Tax and will set their prices accordingly.
Ensuring delivery of Provision as described in the
Listing is the sole responsibility of the Seller.
It is forbidden for Sellers to bypass the Marketplace and offer their services directly to the Users.

4.3

The User is responsible for any
action carried out using theiraccount.

The Company is not responsible forthe content of Listings nor for thesmooth running of the service.

The Seller invoices the Client
directly.

Content

The Listings and reviews posted by Clients regarding Listings are not reviewed by the company.
They may be moderated after their publication if they
are deemed offensive or violate the law or ethical standards (abuse, defamation, insults, out of context comments, etc.). Once a Listing or review has been deemed
inappropriate, the Company reserves the right to edit
or delete the Listing or review concerned.
The Company also reserves the right not to put
publish a Listing deemed inappropriate or invalid.
The Seller authorizes the Company to use the content of their Listing(s) as part of the operation of theMarketplace, or for promoting said Listing or our Services or those of third parties. The Company guarantees that such use of Listings will not be defamatory
or abusive.

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The Listings and their reviews are
not vetted by the Company. The
Company may, however, moderatethem if necessary.

We may use the Listing content.

4.4

Cost of the service

Access to the Marketplace and searching for Listings
are free. The payment between Client and Seller follows the guidelines described in section 4.5. In nocase may the Seller request additional payment during the Provision. Once the transaction has been completed between the Seller and the Client, the Company
will charge the Seller for its matchmaking service andthe payment fees incurred. Value Added Tax (VAT)
will be added to this invoice in accordance with European regulations.
The amount of the commission taken by the Company may vary and is indicated on the Marketplacewhen the Seller posts their Listing. The amount of
the payment fees incurred is also variable and depends
on the payment methods chosen by the Client and theSeller.
The Seller will receive the amount stated in the
Listing, minus the commission taken by the Company, the payment fees and the VAT.

4.5

The Company invoices the Seller.

Acceptance of a Listing

The User and the Seller agree upon the time and dateof the Provision via the internal messaging systemprovided by the Company. The Company recommends
that this agreement be reached by both parties before
accepting the Listing.
After the acceptance of a Listing by a Client, theSeller has 48 hours to confirm and accept the Delivery Date specified by the Customer. In the case thata Listing contains training lasting several days, theDelivery Date will be defined as the date of the firstcourse. If the Provision is not accepted by both parties, the Client will not be charged. Otherwise, payment will be debited upon confirmation by the Seller,
and initially put in an escrow account managed by athird party secure payment provider.
Once the Delivery Date has passed, the Customer
is asked to evaluate the Service. If there is no disputewithin 24 hours, the Company will unblock the escrow account managed by the third party secure payment operator in order to permit the Seller to be paidin full as described in the 4.4 section. After this initialmatchmaking, the Client and the Seller are directly
responsible for the smooth continuation of the Provision.
In the case of a dispute by a Client within 24 hoursof the delivery Date of the Service, payment will remain blocked in the escrow account pending resolu6

The Client is charged upon
confirmation by the Seller, andpayment remains blocked in an
escrow account pending smoothdelivery of the Service.

The Client has 24 hours to reportany problems with the Seller.

tion of the dispute via mediation organized by theCompany. Following this mediation, the Company
will conduct a partial or total refund of the Client
and/or a partial or total payment to the Seller, at thediscretion of the Company.

4.6

Mediation by the Company is used
to resolve potential disputes.

Right of withdrawal and/or cancellation

As cancelling courses is detrimental to Sellers, especially if late, the Marketplace offers a fair cancellation
system to compensate for the potential withdrawal of
the Customer.
For each Listing, the Seller may choose a “Strict”
or “Flexible” cancellation option. Each Listing option is associated with a minimum cancellation timefrom the Delivery Date. The Seller’s refund and payment percentage (excluding payment fees) depend on
the cancellation option chosen by the Seller, the cancellation date of the Client, and the delay mentioned
above.
These rates are available on the Marketplace.
The Company reminds all parties that the right ofwithdrawal cannot be used once the Provision has begun.

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INTELLECTUAL PROPERTY

5.1

GYMGLISH RIGHTSThe Site, the Applications and/or the Lesson(s), as
well as any element that constitutes them, including
text, still or animated images, audio and/or video recordings, logos, domain names, databases, computer programs, etc are fully protected by national and international provisions in terms of copyright and by thelaws protecting databases within the meaning of Articles L.341-1 and following of the Intellectual Property Code.
The Company is the owner of these rights, or theserights are regularly exploited under license. Subscribing to any Subscription does not grant any exclusive
right on elements owned by the Company. The Company is the exclusive owner of the logos and trademarks (semi-figurative or not) it filed, and regularly
operates logos and trademarks of third parties that
may appear on the Site or the Applications.
The Company grants the User a license for using
its protected content, detailed in section 5.2. Any not
expressly authorized use of protected contents will be
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Note: cancelling a course may
incur costs.

The Company respects the legal
provisions on copyright.

liable to prosecution in accordance with the law inforce. It is therefore forbidden to reproduce, represent, imitate and/or use in any way possible, every or
any portion of the content owned by the Company,
without prior authorization from the Company, theauthor or the rightful owner of copyrighted contents.

5.2

LICENSE TO USE

The Company grants the User a non-exclusive, nontransferable, revocable and limited License (the License) for the User’s personal use without limit oftime, which allows the User :• to download and use Applications;• to visit the website of the Company;

Buying a subscription for one of
our products authorizes you to use
it, but does not allow you to resell
it.

• to visualize the Lesson(s) of the User’s Course;• to complete the exercises of these Lesson(s);• to store the User’s Lesson(s) for consultation
purposes;• to consult, download and print the Course Modules and the Lessons of the User’s Course forthe sole purpose of private copying, and use by
the copyist in accordance with Article L.122 - 5
paragraph 2 of the Intellectual Property Code.

5.3

SHARED CONTENT

By using the Site, You grant to the Company a nonexclusive, royalty-free, perpetual, obligation-free, transferable, irrevocable, and potentially subcontractableright to use the content that You publish on the Site.
You thus authorize the Company to freely use allor part of Your published content to represent, distribute and reproduce it on the Site.
As such, you declare that:• You are the owner of the content that You poston the Site, or that You can grant the rights andlicenses for this content;• The publication and use of Your content on the
Site or through it does not infringe, damage,or violate the rights of third parties, including
but not limited to: privacy rights, advertisingrights, trademarks and other intellectual property rights;

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If you publish content aimed at
third parties on the Site, you grant
us the right to reproduce it.

• You agree to pay any and all fees, royalties inrelation to the content which You post on the
Site

6USER OBLIGATIONSWhen using our Site, our Service or Applications,
You agree to respect any existing laws or regulations
and to not violate third-party rights or public order, as
well as the limitations contained in the present Termsof Use. The Company will not be be held responsible
for violations of the Terms Of Use.
To this end, You agree:• not to hinder or disrupt the Services, servers,
networks connected to the Site.
• to comply with procedures, general policies or
to regulatory provisions applicable to networks
connected to the Site.
• not to collect, store and give to any third party,
any or all personal data from other Users or
Clients.
• not to use IT viruses, bugs or any other method
to obtain benefits or access to protected data on
the Site or the Applications.
• to immediately notify the Company by email at
the address support@gymglish.com if a security fault on the Site or Application is discovered.
• to respect other Users.
• not to harass or harm other Users in any way.
• not to collect or store personal data of other
Users for any purposes.
• not to broadcast content that may incite or constitute the realization of crimes or offenses, provoke discrimination or racial hatred, and moregenerally, that may be contrary to laws and regulations in force, the present TOU and social
morals.
• not try to mislead other Users by using the nameor social denomination of other persons.
• not to publicly post or transmit in any other way
promotional material in an unauthorized manner, particularly engaging in sending ”spam”.
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The User agrees not to interfere in
the proper functioning of the Siteand the Applications.

• not to denigrate the Site and/or Applications and/or
the Company and/or other Users on social media or any other platform.
• not to give any third party access to Your Lessons.
Each User agrees that all the information provided,
particularly information concerning personal details
is adequate, accurate, up to date and complete.

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LIABILITY

The Company shall not be held responsible for content presented and posted online by Users, especiallycontent of illegal nature.
The User is solely responsible for their personaluse of the Site and Applications and for the direct orindirect consequences of this use. It is up to themto use the Site and Applications in accordance withthe regulation in force and the recommendations of
the CNIL (Commission Nationale de l’Informatiqueet des Libertés).
The Company has no obligation to screen, control,
modify, or remove any published content.
The Company is committed to providing a levelof availability of more than 99% (on an annual basis)
for its Services. In the event of non-compliance withthis commitment, corrective measures will be taken to
restore availability as soon as possible.
Furthermore, the Company shall not be held responsible for Site or Application failure, any inability
to access the Site or Application, or any service malfunction due to the Users’ Internet service provider.
The same applies for any other reason beyond theCompany’s control. The Company shall not responsible for fees related to the use of the Services, including, but not limited to, data transfer or roaming fees.
The liability of the Company shall not be incurredin the following cases:• because of technical failures unrelated to theCompany, such as communication problems (slowness, interruption, etc.) due to the Client’s and/or
User’s(s) Internet Access Provider;• because of non-receipt of Lessons by e-mail dueto the Client’s e-mail configuration or to theuse of a mail server that does not deliver the
Lessons sent to the User by the Company (particularly if the stated server decided to consider
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The liability of the Company shallnot be incurred in the cases listed(problem with the Internet provider
and/or telecoms operator of theUser, damage linked to our content,
force majeure, etc.).

the Lessons of the Company as undesirable emails);• because of misconduct, negligence, omission or
default by the Client and/or the User(s) and/or
any third party over which the Company has nocontrol or supervision;• because of damages related to the nature and/or
the content of the Lessons;• because of the non-compliance to the legislation of the country where the User resides or
the site is accessed from.
• in any event of force majeure of less than thirty
days. If the effects of a force majeure case wereto last longer than thirty days from the notification of the force majeure by one of the Parties, the contract may be terminated automatically upon the request of either or both of theParties, without any right to compensation byeither of the Parties.
• in case of damages related to the nature and/or
content of the Ads and/or of the messages andfeedback on the Marketplace and/or of the actions (or lack of action) of the Users, except
where the Company would have been given proper
notice of the existence of an illicit or malicious
Ad or message as defined by the law, and would
not have acted promptly to remove it. Indeed,
the Company operates as a host for the Ads on
its Marketplace, in accordance with Article 6 of
the Law for Confidence in the Digital Economy,
dated June 21, 2004;• in case of harm related to the use of chat Services powered by Artificial Intelligence, which
are provided for educational and entertainment
purposes only.
• and, unless explicitly stated otherwise, in caseof any damage related to the acceptance by aUser of a Seller Ad on the Marketplace, theCompany being a third party with regard to thecontract linking the Seller and the User.
The Company reserves the right to refuse any request for a Subscription from a Client with whom adispute has occurred regarding the payment of all orpart of a prior Subscription.

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The Company reserves the right to exclude any
User from the Marketplace in case of non-compliancewith these conditions and/or any dispute regarding Listings.
The Company reserves the right to modify the content of the Services offered on its Site at any time.

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TESTIMONIALS

In cases where Users share their experience, in particular via the sites ”Users Stories” (https://stories.gymglish.com),or the comments sections of the Applications marketplaces (Android Market and Apple Store in particular), they allow the Company to use their commentsfor promotional or publicity purposes. The Company
commits not to distort the content of these comments.

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PERSONAL INFORMATION

We take your privacy very seriously. For more information on the protection of personal data, please refer
to our Privacy & Use of Information Policy available
at the following address: https://www.gymglish.
com/documents/privacy-policy-en-latest.pdf

10Your comments and testimonials
are welcome on our sites:
stories.gymglish.com andstories.frantastique.com.

Our Privacy Policy details ourcommitments relating to privacy.

TERMINATION

In case of violation of the above stated Policy by the
Client and/or the User(s), the Company reserves theright to automatically terminate the granted License
and/or Subscription:• after a warning has remained without effect forseven (7) days.
• immediately and without notice, in the event ofbreaches related to intellectual property rights
or repeated breaches pertaining to the above statedTerms and Conditions.
In cases of early termination of Service, the Company will under no circumstances reimburse the amounts
fully or partially paid by the Client, without prejudice to any legal action that the Company may engage
against the Client and/or the User(s), nor any sums
due or damages that the Company could accept.
Conversely, in case of violation of the above stated
Policy by the Company, the Client will also be allowed to automatically terminate the granted License
and/or Subscription, and the amounts owed by the12

We may terminate the Service incase of non-compliance with ourTerms and Conditions.

Company between the date of termination and the end
date of the Subscription will be returned to the Client.

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SECURITY

The Company is particularly careful about payment
data security.
Payments are managed and secured by certified
PCI DSS suppliers using SSL technology (Secure Socket
Layer) for encrypting payment information during transactions over the network. This ensures the safety andconfidentiality of payment information.
The Company never keeps the credit card information of its Clients.

12Your payments are secured byaccredited and certified providers.

HOST

The host of the Company is Rackspace GmbH, LuiseUllrich-Str. 20 80636 Munich, Germany. The comThe host of the Company is thepany Rackspace is certified ISO/ IEC 27001, ISO 14001,
company Rackspace GmbH in
ISO 9001, SOC 1 (SSAE 18), SOC 2, SOC 3, PCI
Germany.
DSS Level 1 FedRAMP JAB P-ATO, NIST 800-53,
FISMA, NIST 800-171 (DFARS), CJIS, ITAR, FIPS
140-2, HITRUST HIPAA, HITECH, Swiss-US Safe
Harbor, CDSA, SAS 70 Type II, Privacy Shield and
Safe Harbor: see https://www.rackspace.com/compliance.
Rackspace can be reached by phone on +44 20 3131 6381.

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NULLIFICATION

In case one or more of these provisions are invalid or
declared as such under any law, regulation or following a definitive decision by a competent jurisdiction,
the remaining provisions shall remain in effect.
In such a case, the Company will immediately remove and replace the clause concerned with a legallyvalid clause.

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SECTION TITLES

In a section title is deemed to be unclear, the text ofthe section remains valid and the section title should
be considered null.

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APPLICABLE LAW

These Conditions are subject to French law, in termsof interpretation and application.
In case a problem arises in respect of the interpretation and/or execution hereof, the Parties agree tosubmit to proceedings of conventional mediation or
any other alternative mode to settle the dispute.
In the event the mediation procedure fails, the dispute will be submitted to the competent court as designated by the Regulation of the European Parliament
and the Council 1215/2012 of 12 December 2012 on
jurisdiction, the recognition and enforcement of judgments in civil and commercial matters.

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This document is subject to Frenchlaw.